*Two weeks later*

"Olivia, just say the word and I'll stay, really." Peter begged, kissing her hands as they stood in the doorway to the Bishop residence.

"You know I can't. Broyles needs you and Astrid to check this lead out. It's supposed to be a big one. Walter and I will be just fine." Olivia assured him.

"But what if you go into labor?" Peter asked, not willing to give up just yet, even though his bags were packed and in the car waiting with Astrid. He really didn't want to leave Olivia home with his father.

"Even if I do, the doctor said it would probably take several hours, if not a day for anything real to happen so we can call you and you can speed back." Olivia rested her head against his chest, letting the thrum of his heart beat lull her into security. "You'll only be a few hours away; not across the world."

Peter nodded, but his face was still tight with worry. Olivia kissed him and let him feel the love she had for him in the kiss. When they broke apart Peter couldn't help but smile.

"I knew you'd use that kiss against me someday." Peter whispered huskily.

"Well you can look forward to me using it a lot more, but you have to go then come back for it to work." Olivia smirked saucily. Peter grudgingly smiled and gave her one last kiss before climbing into the car with Astrid. Walter and Olivia waved goodbye from the front porch until they turned the corner.

"Come now, my dear. The heat is just sweltering out here and I've just thought of an ingredient I haven't tried adding to perfect my chocolate malt." Walter shuffled into the house, guiding Olivia inside as her eyes stayed fixed on the corner they had turned around. Olivia waddled into the house and went straight up to the new nursery. She liked being in there to think.

Olivia tidied the blankets and reorganized the baby supplies for the tenth time in the last week. This "nesting" thing was really taking over her being. Olivia rubbed her lower back and winced. Her back had been preventing her from getting some serious sleep for the last few days and it was frustrating. She could hardly sit without it hurting her so she just walked and paced. She waddled to where she had set her book by the crib and settled onto her rocking chair to read. Olivia only made it through a few pages in the couple hours before Walter called up the stairs that dinner was ready. Waddling down she navigated the familiar hallways and rooms since she couldn't see the floor before her due to her enormous state.

Once in the kitchen she took a seat and saw that Walter had twice as much food as they needed laid out on the table. Her stomach flipped in a turn of nausea and Olivia swallowed and took some deep breaths to calm herself down. There was no way she was going to make it to the bathroom in time to be sick if she did. She contemplated eating some of the food because her babies needed it, but then decided it against it. She would've had to gag it down at this point.

"I'm sorry, Walter. I don't think I can eat," she covered her mouth and swallowed down the bile threatening to rise. Just then Olivia's phone rang and she answered, already knowing who it would be.

"Hey Peter!" Olivia smiled.

"Hey, how're you feeling?" Peter asked nervously.

"I'm fine! Honest. I just waddled around and read some. It's been very boring," she emphasized dramatically.

Peter chuckled, "alright, could you put Walter on?"

"Sure," Olivia handed the phone to Walter and tried to sum up the nerve to eat. She saw Walter nodding.

"No. Peter, she won't eat!" Walter said and Olivia groaned. He was going to freak Peter out for nothing. "She does look a little pale." Walter ducked his head under the table and came back up just as quickly. "And her feet look especially swollen." He was nodding again and Olivia wanted to argue with him but then she felt a twinge across her abdomen. She must've made a face because Walter was asking her questions.

"It's nothing, Walter. Honest." She said defensively. "I'm just feeling a little tired." She got up from the table and made her way to the bedroom where she laid out on her side. She heard Walter's voice from downstairs, still talking to Peter but then she drifted off.

It felt like she had only been asleep for a few minutes when her body seized in pain centered around her stomach. Tears welled up in her eyes as the pain lasted about half a minute and then it was just gone. Olivia was so confused and relieved that the pain was gone. Glancing at the clock she saw it was 2:32 in the morning. Thinking that she had just dreamt it she began to slip into a dream state again. Except it happened again and Olivia's face screwed up in pain. It was 2:45 now. 13 minutes apart. Shit. Olivia rolled out of bed when the pain finally subsided and made her way downstairs to where her phone was. She found it on the table where Walter had left it and quickly dialed Peter's number.

"'Lo?" Peter's voice came over the line groggy with sleep.

"Peter – it's me, I think-" But then the contraction hit again, almost doubling over. Olivia gasped for air and whimpered with the pain. Distantly she heard Peter calling her name from over the phone. She glanced at the clock. "Shit, Peter, they're 10 minutes apart." She groaned.

"What??" Peter nearly yelled over the phone. "I'm on my way, hang in there sweetheart. Is Walter awake?"

"No, I don't think so. Please just get here, Peter." Olivia said, voice choking up.

"I will. I'm going to let you go so I can go wake Astrid and we'll be on the road in minutes." Peter said, clearly already getting ready if the noises in the background were any indication. "I love you, 'Livia."

"I love you too," she said and they hung up. Olivia began the slow waddle to Walter's room when another contraction hit. This one ripped a small scream from the back of her throat, though she fought it, and she had to grip the edge of the kitchen doorway so she wouldn't collapse. Her vision darkened at the edges and Olivia took slow deep breaths so that she wouldn't pass out.

Walter must've heard her because he was shuffling toward her from his room/dining room looking concerned.

"Olivia, dear, is something wrong?" Walter said, stopping with in a foot of her.

Olivia shook her head. "I think it's time Walter."

"Time for what? Breakfast isn't for another," he glanced at the wall clock. "Seven hours. I guess I could make you some leftovers if you're hungry."

"No – Walter! The babies. It's time for them to be born." She growled in frustration.

Walter looked at her clearly confused, and then realization struck home. "The babies! Of course!"

"I think I'm going to have to call an ambulance, but do you think you can help me to the couch?" Olivia asked.

Walter shook his head. "It's better for you to sit here on the linoleum dear, trust me. I don't want to get any amniotic fluid on the sofa."

Olivia was ready to hit the man but finally gave in. She just wanted to sit for Christ's sake. He helped her to sit against the kitchen wall facing in and she dialed for an ambulance. When someone finally answered she explained the situation.

"I'm sorry mam, but we don't have a vehicle nearby and most of the ambulances are already out to get someone and with that crash on I-94 - it's going to take them some time to get there." The lady said calmly.

"Some TIME?!" Olivia snapped and then a contraction hit her and she nearly broke the phone in her grasp. "Okay-okay, please just hurry!" Olivia hung up and noticed that Walter had left the room. "Walter? Walter?!" She was beginning to panic. She didn't want to be alone.

He came rushing around the corner and into the kitchen with an old duffle back and a kids crayola box filled with markers. Olivia heaved a sigh of relief that he was back.

"Walter, what are doing?" Olivia asked weakly.

"Over the last few weeks I've been collecting everything we would need to deliver these babies here and I'm just gathering it all." He said casually.

"WHAT?! Walter I am not having my children on this kitchen floor! No way – no how!" Olivia gasped as another contraction hit.

"There five minutes apart now, and my calculations are correct, you'll be going into labor in ten to twenty minutes." Walter said, setting down the duffle and marker box nearby her and left the room again.

Olivia was about to yell after him when her phone rang. Fighting off the panic and fear she answered.

"Hello?" She winced as the most recent contraction faded.

"Olivia! We're on the road now and we're speeding toward you. How are you doing?" Peter asked.

"Not good! Walter thinks he's going to deliver our children on the kitchen floor! And the ambulance can't get here and-" But Walter took the phone from her and started talking to Peter.

"Hello, this is your father; Walter Bishop – oh yes, of course you know. Are you driving?" Walter waited. "Good! Because I'm going to need you to talk Olivia through this when she goes into labor."

Olivia heard Peter yelling over the phone and she grinned; glad she wasn't the only one to think his idea was insane.

"But Peter, her contractions are five minutes apart and getting stronger. And that ambulance isn't near by. Don't worry I have all of the necessary tools here at home – she'll be in good hands!' Walter said jovially as if he helped birth a hundred babies before tonight. "Let me at least check how far she is dilated and we'll go from there." Walter pushed on the speaker button and set the phone nearby.

"Please tell me he didn't talk you into this crazy idea, Peter…" Olivia said, fear now taking over.

"Olivia, I don't like it any more than you do, but as insane as it sounds – it's safer for him to deliver the babies than to drive you to the hospital." Peter reasoned, trying to keep the fear out of his voice for her sake.

"We can call…" Olivia thought hard for someone – anyone, but came up with nothing. "Peter, I'm scared." She said weakly. Flashbacks of the Jacksonville case surface and they both smiled weakly.

"I know I'm not physically there but I'm not hanging up this phone until I'm in that room with you, 'Livia." Peter said, trying to assure her.

Olivia nodded, her eyes welling with tears again.

"Olivia, dear, I need you to remove the bottoms." He motioned toward her pajama pants and Olivia groaned. She was never going to be able to look him in the face again.

"It's okay, 'Livia – I'm right here." Peter's voice echoed in the kitchen.

"Okay." Olivia said shakily as she carefully removed her bottoms, glad that she had worn one of Peter's oversized shirts to bed. Walter left the room and came back a minute later with two packaged paper sized boxes. She looked at him quizzically when he set the boxes beside her and got a marker out from the crayola box. He quickly scrolled out 'BABY 1' on one box and 'BABY 2' on the next. Olivia began to hyperventilate at seeing him prep each box with a soft towel. "Oh God, oh God, oh God…" she murmured and another contraction swept over her and she bit her lip trying not to scream out.

"Olivia!" Peter's voice was panicked over the phone.

It was like reality hadn't hit her until the boxes were set aside beside her. She was going to be giving birth, without Peter and with Walter as the doctor. This was not how they had planned it.

"I can't do this! I just can't!" Olivia cried. "Can we just stall them until Peter get's here? Please, Walter." She begged, voice cracking from the tears.

Recline back a little on those pillows, dear, and we'll see how far along you are," Walter said soothingly.

Olivia obeyed and laid back, propping her knees up and then letting them fall to the side like he mimicked. Biting her lip, Olivia looked up at the ceiling and away fro the man settled between her legs inspecting parts of her she'd never wanted him to see.

"Peter, could you please talk – about anything, I don't care. Just talk." Olivia said trying to stay calm.

"Okay – ummm, the case here turned out to be a real bust. I guess it was just a couple of teenagers looking to hook up but didn't want to be caught."

Olivia actually chuckled.

"Alright, you're seven centimeters along." Walter's head came up from crest of her oversized stomach.

"WHAT?!" Both Peter and Olivia yelled. Another contraction found Olivia in that moment and she cried out in pain.

"Oh God, oh God – Peter I never should have let you leave. I'm sorry. You're never leaving anywhere with out me again." Olivia grunted through the pain.

Peter fought not to laugh as he had something very similar almost seven months ago. "It's okay, sweetheart. You're going to be fine."

"Peter's right, I've seen at least a dozen rats give birth in the lab and although it looked painful, they were all fine afterwards." Walter said smiling.

"Walter – please tell me rats are not the only experience you've had with the birthing process?" Olivia said, voice filled with pain.

"Well, I did read that one article on cows as I think it would good for Gene to have a protégé and experience motherhood." Walter rambled.

"Oh God! Peter, get your ass back here now!" Olivia half yelled in panic.

"Astrid! FASTER!!" Peter yelled. Olivia could here her assistant in the background.

"Peter, I'm already going 85!" She reasoned.

"Well turn on those damned sirens and go faster!" Peter argued.

Walter just ignored the panicked couple and prepared himself for Olivia's eventual labor. Olivia had two more contractions, each a couple minutes apart before Walter deemed her ready to start pushing.

"Walter – I don't want to push. I want to wait!" Olivia argued through the pain.

"Well whether you want to wait or not baby number one is ready to come out. It's already crowning." Walter said, staring down at her.

"Peter!" Olivia cried out in fear.

"On the next contraction, you need to push Olivia." Walter said with authority.

She nodded through the tears and no sooner did she accept that she was going to follow this crazy man's orders than a contraction hit her and she pushed. She could feel the pressure building until it just stopped and she Walter's head pop up.

"We've got a head!" Walter exclaimed. Olivia nearly cried in relief when another contraction hit her and she screamed in pain while she pushed. "Yes, yes! Keep going Olivia." Walter said encouragingly.

"You can do this 'Livia. You're the strongest person I know." Peter said through the phone.

The sound of a child crying echoed off the kitchen walls as Olivia slouched back in exhaustion.

"It's a boy!" Walter cried joyfully. He cut the umbilical cord and did a quick check of vitals. "He's perfectly healthy!" Walter deemed. Walter set him into the box labeled 'BABY 1' and wiped him a little clean.

Olivia cried in relief and she could hear Peter choking up over the phone. "I told you – boy! Astrid – I've got a son!" Peter half laughed and cried. "You did wonderfully, 'Livia. How are you feeling?"

"Like shit!" She half cried. "I have to do that again?"

"Assuming you would like the second baby, then yes." Walter said checking her over. "This one's head isn't down so I'm going to have to go in and adjust it so it can come out."

"Go in?!" Olivia nearly screeched, but her protests were cut short and she whimpered in pain.

"We're only 30 miles out, Olivia. Hang in there." Peter said.

"Alright, dear, ready for baby number two?" Walter asked.

Olivia shook her head but obediently pushed when a contraction hit. After 30 seconds of gasping and attempting the breathing exercises she learned in the class, Olivia slouched back in exhaustion again.

"Walter, I'm so tired – so very tired and weak." Olivia murmured through the dissipating pain.

Walter got up and came back with a mug of steaming liquid. "Drink this, it will help give you a little energy."

Olivia sipped at the burning tea and let it slide down her throat. She quickly set it down when another contraction came along though and she pushed. A few pushes down the line, Olivia began to feel a little more awake and on the fifth push the second baby's head came out.

"Another head!" Walter yelled excitedly.

"You're doing great, 'Livia." Peter's optimistic voice came over the phone.

"One last push, Olivia. You can do this." Walter said. She nodded and when the pain started she pushed again, grunting with the effort and when the pressure that was building up in her lower abdomen released, she fell back again, ready to pass out. Sharp cries erupted from the newest addition and Olivia cried at hearing them.

"Another boy!" Walter half cried. He cut the cord and checked the baby over and deemed him healthy. He gently set the second baby into his box and went back to baby number one. Picking him up, he handed him over to Olivia, who was freely sobbing now.

"Two sons!" Peter cried out happily. "Olivia, I love you so much. You did great, sweetheart."

"Peter – he's so beautiful…" She said in awe. "He looks just like you." Just then the baby's eyes opened and it was like all the pain disappeared. "He's got green eyes, Peter, and he's so very perfect."

"He's probably hungry, dear. I still need to remove the placentas and make sure you're okay though." Walter said, tears freely falling down his cheeks. He was a grandfather! This was one of the happiest moments of his life.

Olivia nodded, not really caring what he was saying at the moment. She only had eyes for her son. It took a few minutes for the baby to latch on, but when he did he was hungry and eager. When baby number one had had its fill Walter exchanged him for baby number two who was already looking around, quite curious. Olivia choked on a sob.

"Olivia, what is it? What's wrong?" Peter's voice was panicked.

"Our second son is perfect too – if you don't count the third arm," Olivia half laughed and sobbed.

"Third what?!" Peter yelled over the phone.

Olivia and Walter both laughed at him.

"Sorry, I couldn't help myself," Olivia laughed. "He's beautiful and so curious. He's got your green eyes, too." The second baby was halfway through his first feeding when the front door burst open to reveal Peter and Astrid.

"Olivia?! Walter?!" He called.

"In here, son!" Walter said loudly.

Peter skidded into the kitchen to see most of the floor covered in blood, two paper boxes marked for each baby, a bucket of blood and thicker things, and some bloody tools lying around. His mouth gaped open and he about panicked some more until he saw a sleeping Olivia up against the wall with his baby held close to her chest, feeding until its heart's content.

"Here, this is your first born." Walter handed him the baby and Peter broke down all over again. Olivia had been right. He was prefect in every way. The baby reached out with his tiny fist toward Peter and he let him hold his finger. Tears were now freely running down his cheeks. This baby was already so strong.

"Astrid, I want you to meet my son." Peter turned toward the shell shocked agent and held the baby so she could see.

"Oh Peter! Look he's already got your eyes and nose!" Astrid whispered. "Aren't you just the cutest baby alive!" She cooed and wiggled a finger at the baby. The baby promptly grabbed at the dancing digit and held fast. Astrid giggled and cooed some more. When she was done, Peter moved to sit down beside Olivia, still holding his son. He gently rubbed her arm and whispered her name.

"Hey, 'Livia."

Peter smiled broadly as her eyes sleepily opened.

"You made it," she whispered hoarsely.

"Yeah, finally." He chuckled. Olivia smiled up at him through her grogginess.

"So what are we going to name them?" Olivia asked through a deep yawn.

"Well, I really like the name Aaron," Peter said, looking down at their first son.

Olivia smiled and nodded. "How about Aaron Walter Bishop?"

They both looked over at Walter who was listening and watched the older man tear up.

"The three of us wouldn't be alive if it weren't for Walter," Olivia said with compassion, gazing admirably at the man she had become to think of as a second father.

Peter nodded through his own tears of appreciation. "Aaron Walter Bishop, it is then. What about him?" He nodded toward the baby in her arms.

"What do you think about the name Brennan?" Olivia asked, running her hand gently over the baby's head.

"Brennan Robert Bishop?" Peter half asked and offered.

"Perfect," Olivia whispered and kissed the top of little Brennan's head.

There was a sharp knock on the door and Astrid excused herself to go and answer it. Soon after, paramedic rushed into the kitchen.

"Well it's about time," Olivia sighed.

A/N: And that's it folks! Just an epilogue away from completion. I hope this was worth the wait and that no one died in the anticipation of this chapter, lol. A heartfelt thanks to Americanchick for pre-reading all of this and letting me use her for idea bouncing! To Boa, I hope I added enough Walter moments to make you happy! A big thanks to Skate and PessiRom for being so dedicated and reviewing so often! To sandsun, I know exactly what you mean – half of my stuff is written while at work during off moments when Polivia stuff strikes me. Frankly! I know exactly what you mean – don't tell my fiancé, but Peter is just such a heart throb, Olivia is crazy for holding out this long, lol. And I promise to include some smut in the next chapter for you, madmerica. It wouldn't be an oranfly-fic with out loads of smut. Oh! And Ellethom, tag! You're it!